the deed of assignment definition

Deed of Assignment: Everything You Need to Know

A deed of assignment refers to a legal document that records the transfer of ownership of a real estate property from one party to another. 3 min read updated on January 01, 2024

Updated October 8,2020:

A deed of assignment refers to a legal document that records the transfer of ownership of a real estate property from one party to another. It states that a specific piece of property will belong to the assignee and no longer belong to the assignor starting from a specified date. In order to be valid, a deed of assignment must contain certain types of information and meet a number of requirements.

What Is an Assignment?

An assignment is similar to an outright transfer, but it is slightly different. It takes place when one of two parties who have entered into a contract decides to transfer all of his or her rights and obligations to a third party and completely remove himself or herself from the contract.

Also called the assignee, the third party effectively replaces the former contracting party and consequently assumes all of his or her rights and obligations. Unless it is stated in the original contract, both parties to the initial contract are typically required to express approval of an assignment before it can occur. When you sell a piece of property, you are making an assignment of it to the buyer through the paperwork you sign at closing.

What Is a Deed of Assignment?

A deed of assignment refers to a legal document that facilitates the legal transfer of ownership of real estate property. It is an important document that must be securely stored at all times, especially in the case of real estate.

In general, this document can be described as a document that is drafted and signed to promise or guarantee the transfer of ownership of a real estate property on a specified date. In other words, it serves as the evidence of the transfer of ownership of the property, with the stipulation that there is a certain timeframe in which actual ownership will begin.

The deed of assignment is the main document between the seller and buyer that proves ownership in favor of the seller. The party who is transferring his or her rights to the property is known as the “assignor,” while the party who is receiving the rights is called the “assignee.”

A deed of assignment is required in many different situations, the most common of which is the transfer of ownership of a property. For example, a developer of a new house has to sign a deed of assignment with a buyer, stating that the house will belong to him or her on a certain date. Nevertheless, the buyer may want to sell the house to someone else in the future, which will also require the signing of a deed of assignment.

This document is necessary because it serves as a temporary title deed in the event that the actual title deed for the house has not been issued. For every piece of property that will be sold before the issuance of a title deed, a deed of assignment will be required.

Requirements for a Deed of Assignment

In order to be legally enforceable, an absolute sale deed must provide a clear description of the property being transferred, such as its address or other information that distinguishes it from other properties. In addition, it must clearly identify the buyer and seller and state the date when the transfer will become legally effective, the purchase price, and other relevant information.

In today's real estate transactions, contracting parties usually use an ancillary real estate sale contract in an attempt to cram all the required information into a deed. Nonetheless, the information found in the contract must be referenced by the deed.

Information to Include in a Deed of Assignment

• Names of parties to the agreement
• Addresses of the parties and how they are binding on the parties' successors, friends, and other people who represent them in any capacity
• History of the property being transferred, from the time it was first acquired to the time it is about to be sold
• Agreed price of the property
• Size and description of the property
• Promises or covenants the parties will undertake to execute the deed
• Signatures of the parties
• Section for the Governors Consent or Commissioner of Oaths to sign and verify the agreement

If you need help understanding, drafting, or signing a deed of assignment, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.

Hire the top business lawyers and save up to 60% on legal fees

Content Approved by UpCounsel

• Define a Deed
• Contract for Deed California
• Contract for Deed in Texas
• Assignment Law
• Deed Contract Agreement
• Assignment Of Contracts
• Legal Assignment
• Deed vs Agreement
• Assignment Legal Definition
• Contract for a Deed

Deed of Assignment (for Intellectual Property)

In the realm of intellectual property, a Deed of Assignment is a formal legal document used to transfer all rights, title, and interest in intellectual property from the assignor (original owner) to the assignee (new owner). This is crucial for the correct transfer of patents, copyrights, trademarks, and other IP rights. The deed typically requires specific legal formalities, sometimes notarization, to ensure it is legally enforceable.

To be legally effective a deed of assignment must contain:

• Title of the Document : It should clearly be labeled as a "Deed of Assignment" to identify the nature of the document.
• Date : The date on which the deed is executed should be clearly mentioned.
• Parties Involved : Full names and addresses of both the assignor (the party transferring the rights) and the assignee (the party receiving the rights). This identifies the parties to the agreement.
• Recitals : This section provides the background of the transaction. It typically includes details about the ownership of the assignor and the intention behind the assignment.
• Definition and Interpretation : Any terms used within the deed that have specific meanings should be clearly defined in this section.
• Description of the Property or Rights : A detailed description of the property or rights being assigned. For intellectual property, this would include details like patent numbers, trademark registrations , or descriptions of the copyrighted material.
• Terms of Assignment : This should include the extent of the rights being transferred, any conditions or limitations on the assignment, and any obligations the assignor or assignee must fulfill as part of the agreement.
• Warranties and Representations : The assignor typically makes certain warranties regarding their ownership of the property and the absence of encumbrances or third-party claims against it.
• Governing Law : The deed should specify which jurisdiction's laws govern the interpretation and enforcement of the agreement.
• Execution and Witnesses : The deed must be signed by both parties, and depending on jurisdictional requirements, it may also need to be witnessed and possibly notarized.
• Schedules or Annexures : If there are detailed lists or descriptions (like a list of patent numbers or property descriptions), these are often attached as schedules to the main body of the deed.

Letter of Assignment (for Trademarks and Patents)

This is a less formal document compared to the Deed of Assignment and is often used to record the assignment of rights or licensing of intellectual property on a temporary or limited basis. While it can outline the terms of the assignment, it may not be sufficient for the full transfer of legal title of IP rights. It's more commonly used in situations like assigning the rights to use a copyrighted work or a trademark license.

For example, company X allows company Y to use their trademark for specific products in a specific country for a specific period.  

At the same time, company X can use a Letter of Assignment to transfer a trademark to someone. In this case, it will be similar to the Deed of Assignment. 

Intellectual Property Sales Agreement

An IP Sales Agreement is a detailed contract that stipulates the terms and conditions of the sale of intellectual property. It covers aspects such as the specific rights being sold, payment terms, warranties regarding the ownership and validity of the IP, and any limitations or conditions on the use of the IP. This document is essential in transactions involving the sale of IP assets.

However, clients usually prefer to keep this document confidential and prepare special deeds of assignment or letter of assignment for different countries.

IP Transfer Declaration

In the context of intellectual property, a Declaration is often used to assert ownership or the originality of an IP asset. For example, inventors may use declarations in patent applications to declare their invention is original, or authors may use it to assert copyright ownership. It's a formal statement, sometimes required by IP offices or courts.

When assigning a trademark, the Declaration can be a valid document to function as a proof of the transfer. For example, a director of company X declares that the company had sold its Intellectual Property to company Y. 

Merger Document

When companies or entities with significant IP assets merge, an IP Merger Document is used. This document outlines how the intellectual property owned by the merging entities will be combined or managed. It includes details about the transfer, integration, or handling of patents, copyrights, trademarks, and any other intellectual property affected by the merger.

In all these cases, the precise drafting of documents is critical to ensure that IP rights are adequately protected and transferred. Legal advice is often necessary to navigate the complexities of intellectual property laws.

This site uses cookies to store information on your computer.

Some cookies on this site are essential, and the site won't work as expected without them. These cookies are set when you submit a form, login or interact with the site by doing something that goes beyond clicking on simple links.

We also use some non-essential cookies to anonymously track visitors or enhance your experience of the site. If you're not happy with this, we won't set these cookies but some nice features of the site may be unavailable.

By using our site you accept the terms of our Privacy Policy .

Understanding Deed of Assignment: Definition, Uses, and Legal Implications Explained

A deed of assignment is a legal document that transfers the ownership of a tangible or intangible asset from one party (assignor) to another (assignee). It is used to formalize the transfer of rights, interests, or benefits associated with the asset specified in the deed. This document is commonly used in various legal and financial transactions to ensure clarity and enforceability of the transfer.

Table of Contents

Key characteristics of deed of assignment.

• Legal Form : It is a formal written document recognized under legal jurisdictions.
• Transfer of Rights : Involves transferring ownership or interests in a specific asset.
• Specificity : Clearly defines the asset being transferred and the terms of transfer.
• Enforceability : Once executed, it becomes legally binding on both parties.

How Deed of Assignment Works

Examples and usage, 1. transfer of debt example.

• Definition : A debtor assigns their debt obligation to a new creditor.
• Process : A deed of assignment is used to transfer the rights to receive payment from the debtor to the new creditor.

2. Intellectual Property Transfer

• Definition : An author assigns their copyright in a book to a publishing company.
• Procedure : A deed of assignment outlines the transfer of intellectual property rights from the author to the publisher.

Advantages of Deed of Assignment

• Legal Clarity : Provides a clear record of the transfer of rights or interests.
• Enforceability : Ensures that the assignee can legally enforce their rights against the assignor.
• Asset Protection : Helps protect the rights of the assignee against claims by third parties.

Challenges of Deed of Assignment

Considerations.

• Legal Requirements : Must adhere to specific legal formalities to be enforceable.
• Risk of Breach : Potential for disputes over the validity or terms of the assignment.

Importance of Deed of Assignment

Practical applications, legal transfers.

• Debt Assignments : Transferring debt obligations from one creditor to another.
• Property Transfers : Assigning ownership rights in real estate or intellectual property.

Real-world Implications

Legal and financial security.

• Contractual Agreements : Facilitates smooth transfers of rights and responsibilities.
• Risk Management : Helps mitigate risks associated with ownership disputes or claims.

Example Scenario

Application in debt assignment, scenario: debt transfer deed of assignment.

• Context : A company assigns its accounts receivable to a factoring company.
• Procedure : Signing a deed of assignment outlining the transfer of rights to receive payment from debtors to the factoring company.

A deed of assignment is a crucial legal instrument used to transfer ownership or rights from one party to another. Whether for debts, intellectual property, or other assets, it ensures clarity and enforceability in legal transactions. By documenting the specifics of the transfer and adhering to legal requirements, parties can safeguard their interests and ensure that the transfer is legally binding. Understanding the purpose and implications of a deed of assignment is essential for navigating legal transfers of rights and assets effectively. It provides a structured approach to asset transfers, protecting the rights of both assignors and assignees under legal frameworks. Overall, deeds of assignment play a significant role in facilitating smooth and legally secure transfers of various types of assets and rights between parties.

Related Posts

Chargeable event: a comprehensive overview.

A chargeable event is a key concept in taxation and insurance, marking an occasion when…

Chargeable Transfer: An In-depth LookChargeable Transfer

Chargeable transfer is a crucial concept in taxation, particularly concerning capital gains tax (CGT). It…

• Now Trending:
• UNDERSTANDING TENANCIES ...
• THE SENIOR PARTNER OF PR...
• Dr. Prince O. Williams-J...
• How To Pick The Right Ho...

DEED OF ASSIGNMENT: EVERYTHING YOU NEED TO KNOW.

A Deed of Assignment refers to a legal document in which an assignor states his willingness to assign the ownership of his property to the assignee. The Deed of Assignment is required to effect a transfer of property and to show the legal right to possess it. It is always a subject of debate whether Deed of Assignment is a contract; a Deed of Assignment is actually a contract where the owner (the “assignor”) transfers ownership over certain property to another person (the “assignee”) by way of assignment. As a result of the assignment, the assignee steps into the shoes of the assignor and assumes all the rights and obligations pertaining to the property.

In Nigeria, a Deed of Assignment is one of the legal documents that transfer authentic legal ownership in a property. There are several other documents like a deed of gifts, Assent, etc. However, this article focuses on the deed of assignment.

It is the written proof of ownership that stipulates the kind of rights or interests being transferred to the buyer which is a legal interest.

Read Also: DIFFERENCE BETWEEN TRANSFER OF PROPERTY THROUGH WILLS AND DEED OF GIFT

CONTENTS OF A DEED OF ASSIGNMENT

Content of a Deed of Assignment matters a lot to the transaction and special skill is needed for a hitch-free transaction. The contents of a deed of assignment can be divided into 3 namely; the introductory part, the second (usually the operative part), and the concluding part.

• THE INTRODUCTORY PART: This part enumerates the preliminary matters such as the commencement date, parties in the transaction, and recitals. The parties mentioned in the deed must be legal persons which can consist of natural persons and entities with corporate personality, the name, address, and status of the parties must be included. The proper descriptions of the parties are the assignor (seller) and assignee (buyer). The Recitals give the material facts constituting the background to the current transaction in chronological order.
• THE SECOND PART (USUALLY THE OPERATIVE PART): This is the part where the interest or title in the property is actually transferred from the assignor to the assignee. It is more like the engine room of the deed of assignment. The operative part usually starts with testatum and it provides for other important clauses such as the consideration (price) of the property, the accepted receipt by the assignor, the description of the property, and the terms and conditions of the transaction.
• The testimonium : this shows that all the parties are involved in the execution of the deed.
• Execution : this means signing. The capacity of the parties (either individual, corporate bodies, illiterates) is of great essence in the mode of execution.  It is important to note that the type of parties involved determines how they will sign. Example 2 directors or a director/secretary will sign if a company is involved. In the same way, if an association, couple, individual, illiterate, family land (omonile), firm, unregistered association, etc. is involved the format of signature would be different.
• Attestation : this refers to the witnessing of the execution of the deed by witnesses.

For a Deed of Assignment to be effective, it must include a column for the Governor of the state or a representative of the Government where the property is, to sign/consent to the transaction. By virtue of Sec. 22 of the Land Use Act, and Sec. 10 Land Instrument Registration Law, the Governor must consent to the transaction.

Do you have any further questions? feel free to call Ibejulekkilawyer on 08034869295 or send a mail to [email protected] and we shall respond accordingly.

Disclaimer: The above is for information purposes only and should not be construed as legal advice. Ibejulekkilawyer.com (blog) shall not be liable to any person(s) for any damage or liability arising whatsoever following the reliance of the information contained herein. Consult us or your legal practitioner for legal advice.

Only 22% of poorest Nigerian households have electricity access –World Bank

Related Posts

• Cambridge Dictionary +Plus

Meaning of deed of assignment in English

Your browser doesn't support HTML5 audio

Examples of deed of assignment

Word of the Day

a type of large tree that grows in northern areas of the world, or the wood of this tree

Fakes and forgeries (Things that are not what they seem to be)

Learn more with +Plus

• Recent and Recommended {{#preferredDictionaries}} {{name}} {{/preferredDictionaries}}
• Definitions Clear explanations of natural written and spoken English English Learner’s Dictionary Essential British English Essential American English
• Grammar and thesaurus Usage explanations of natural written and spoken English Grammar Thesaurus
• Pronunciation British and American pronunciations with audio English Pronunciation
• English–Chinese (Simplified) Chinese (Simplified)–English
• English–Chinese (Traditional) Chinese (Traditional)–English
• English–Dutch Dutch–English
• English–French French–English
• English–German German–English
• English–Indonesian Indonesian–English
• English–Italian Italian–English
• English–Japanese Japanese–English
• English–Norwegian Norwegian–English
• English–Polish Polish–English
• English–Portuguese Portuguese–English
• English–Spanish Spanish–English
• English–Swedish Swedish–English
• Dictionary +Plus Word Lists
• Business    Noun
• All translations

To add deed of assignment to a word list please sign up or log in.

Add deed of assignment to one of your lists below, or create a new one.

{{message}}

Something went wrong.

There was a problem sending your report.

What Is the Difference Between the Deed of Absolute Sale and the Deed of Assignment?

Deeds are generally used to prove a transfer of real estate.

Jupiterimages/Comstock/Getty Images

More Articles

•   1. Certificate of Title Vs. Deed
•   2. Assignment of Deed of Trust Vs. Deed or Grant Deed
•   3. What Is a Quitclaim Assignment?

The deed of absolute sale, which is used in most real estate purchases, transfers property without any conditions beyond satisfaction of the purchase price. A deed of assignment, by contrast, can be used any time one party wants to transfer contractual rights to another. Deeds of assignment are common between mortgage lenders.

The difference between a deed of sale and a deed of assignment is that the deed of sale is used once and has no conditions other than the purchase price of the property, while the deed of assignment can be used anytime to transfer contractual rights from one party to another.

Absolute Sale Deeds

The deed of absolute sale is used in many real estate sales. A deed is a document that states that one party is transferring his real estate property rights to another. The deed proves the transfer, but, if properly recorded with the county recorder, it serves to give other prospective purchasers notice that all of the seller's rights in the property have now passed on to another party. An "absolute sale" deed is defined by having no conditions attached to the sale except the buyer's payment of the purchase price. When the seller signs and delivers the absolute sale deed, this is generally recognized by law as the moment of sale.

Deed Requirements

To be valid, an absolute sale deed must clearly describe the property being transferred, either by address or other distinguishing information. The deed must also clearly identify the seller and purchaser, the date on which the transfer becomes legally effective and pertinent information such as the purchase price. In modern real estate transactions, the parties often get around trying to cram all of this information into the deed by having an ancillary real estate sales contract. However, the deed must reference the information contained in the contract.

Understanding Assignment

Assignment is slightly different from an outright transfer. An assignment occurs when two parties are in a contractual relationship and one party wants to give all of his contractual rights to a third party and entirely remove himself from the contract. The new party, known as the "assignee," effectively replaces the old contracting party, taking on not only his rights under the contract but his obligations as well. Typically, unless the original contract states otherwise, both parties to the original contract must approve an assignment before it can take place.

Deed of Assignment

The deed of assignment is the document used to transfer the contracting party's rights. The parties may also choose to accomplish assignment via an assignment contract. In real estate, the deed of assignment often shows up in mortgage transactions. Mortgage lenders hold certain rights to property, notably the right to foreclose if the borrower fails to make payments. Lenders frequently wish to sell or purchase rights in a mortgaged property. The deed of assignment transfers or "assigns" the seller's rights in the property to another lender.

• U.S. Legal: Absolute Sale Law and Legal Definition
• U.S. Legal: Assignments
• NOLO: What's the Difference Between a Mortgage Assignment and an Endorsement (Transfer) of the Note?
• The Free Dictionary: Absolute Deed
• Reference: What Is a Deed of Assignment?

Erika Johansen is a lifelong writer with a Master of Fine Arts from the Iowa Writers' Workshop and editorial experience in scholastic publication. She has written articles for various websites.

Related Articles

Certificate of title vs. deed, assignment of deed of trust vs. deed or grant deed, what is a quitclaim assignment, warranty deed vs. deed of trust, what are instruments of conveyance & transfer, what is the redemption period in tennessee, is it necessary to have an attorney at closing in florida, what is an assignment of trust deed, what is an authorization to release from a short sale, the seller's rights in a land contract mortgage, foreclosure right of redemption & tenant's rights in maryland, what does the 45 days mean on the short sale addendum.

Zacks Research is Reported On:

Zacks Investment Research

is an A+ Rated BBB

Accredited Business.

Copyright © 2024 Zacks Investment Research

At the center of everything we do is a strong commitment to independent research and sharing its profitable discoveries with investors. This dedication to giving investors a trading advantage led to the creation of our proven Zacks Rank stock-rating system. Since 1986 it has nearly tripled the S&P 500 with an average gain of +26% per year. These returns cover a period from 1986-2011 and were examined and attested by Baker Tilly, an independent accounting firm.

Visit performance for information about the performance numbers displayed above.

NYSE and AMEX data is at least 20 minutes delayed. NASDAQ data is at least 15 minutes delayed.

Deed of Assignment or Deed of Novation: Key Differences and Legal Implications of Novation and Assignment Contracts

Novation and assignment stand out as pivotal processes for the transfer of contractual rights and obligations. These legal concepts allow a party to the contract to adapt to changing circumstances, ensuring that business arrangements remain relevant and effective. This article explores the nuances of novation and assignment, shedding light on their distinct legal implications, procedures, and practical applications. Whether you’re a business owner navigating the transfer of service contracts, or an individual looking to understand your rights and responsibilities in a contractual relationship, or a key stakeholder in a construction contract, this guide will equip you with the essential knowledge to navigate these complex legal processes.

Table of Contents

• What is a Deed of Novation? 
• What is a Deed of Assignment? 

Key Differences Between Novation and Assignment Deeds

Need a deed of novation or assignment key factors to consider, selecting the right assignment clause for your contract – helping you make the right choice, what is a deed of novation.

Novation is a legal process that allows a new party to a contract to take the place of an original party in a contract, thereby transferring both the responsibilities and benefits under the contract to a third party. In common law, transferring contractual obligations through novation requires the agreement of all original parties involved in the contract, as well as the new party. This is because novation effectively terminates the original contract and establishes a new one.

A novation clause typically specifies that a contract cannot be novated without the written consent of the current parties. The inclusion of such a clause aims to preclude the possibility of novation based on verbal consent or inferred from the actions of a continuing party. Nevertheless, courts will assess the actual events that transpired, and a novation clause may not always be enforceable. It’s possible for a novation clause to allow for future novation by one party acting alone to a party of their choosing. Courts will enforce a novation carried out in this manner if it is sanctioned by the correct interpretation of the original contract.

Novation is frequently encountered in business and contract law, offering a means for parties to transfer their contractual rights and duties to another, which can be useful if the original party cannot meet their obligations or wishes to transfer their contract rights. For novation to occur, there must be unanimous consent for the substitution of the new party for the original one, necessitating a three-way agreement among the original party, the new party, and the remaining contract party. Moreover, the novation agreement must be documented in writing and signed by all involved parties. Understanding novation is essential in the realms of contracts and business dealings, as it provides a way for parties to delegate their contractual rights and responsibilities while freeing themselves from the original agreement.

What is a Deed of Assignment?

A deed of assignment is a legal document that facilitates the transfer of a specific right or benefit from one party (the assignor) to another (the assignee). This process allows the assignee to step into the assignor’s position, taking over both the rights and obligations under the original contract. In construction, this might occur when a main contractor assigns rights under a subcontract to the employer, allowing the employer to enforce specific subcontractor duties directly if the contractor fails.

Key aspects of an assignment include:

• Continuation of the Original Contract: The initial agreement remains valid and enforceable, despite the transfer of rights or benefits.
• Assumption of Rights and Obligations: The assignee assumes the role of the assignor, adopting all associated rights and responsibilities as outlined in the original contract.
• Requirement for Written Form: The assignment must be documented in writing, signed by the assignor, and officially communicated to the obligor (the party obligated under the contract).
• Subject to Terms and Law: The ability to assign rights or benefits is governed by the specific terms of the contract and relevant legal statutes.

At common law, parties generally have the right to assign their contractual rights without needing consent from the other party involved in the contract. However, this does not apply if the rights are inherently personal or if the contract includes an assignment clause that restricts or modifies this general right. Many contracts contain a provision requiring the consent of the other party for an assignment to occur, ensuring that rights are not transferred without the other party’s knowledge.

Once an assignment of rights is made, the assignee gains the right to benefit from the contract and can initiate legal proceedings to enforce these rights. This enforcement can be done either independently or alongside the assignor, depending on whether the assignment is legal or equitable. It’s important to note that while rights under the contract can be assigned, the contractual obligations or burdens cannot be transferred in this manner. Therefore, the assignor remains liable for any obligations under the contract that are not yet fulfilled at the time of the assignment.

Choosing Between Assignment and Novation in a Construction Contract

Choosing between a deed of novation and an assignment agreement depends on the specific circumstances and objectives of the parties involved in a contract. Both options serve to transfer rights and obligations but in fundamentally different ways, each with its own legal implications, risks, and benefits. Understanding these differences and considering various factors can help in making an informed decision that aligns with your goals.

The choice between assignment and novation in a construction project scenario, where, for instance, an employer wishes to engage a subcontractor directly due to loss of confidence in the main contractor, hinges on several factors. These are:

• Nature of the Contract:  The type of contract you’re dealing with (e.g., service, sales) can influence which option is more suitable. For instance, novation might be preferred for service contracts where obligations are personal and specific to the original parties.
• Parties Involved: Consent is a key factor. Novation requires the agreement of all original and new parties, making it a viable option only when such consent is attainable. Assignment might be more feasible if obtaining consent from all parties poses a challenge.
• Complexity of the Transaction: For transactions involving multiple parties and obligations, novation could be more appropriate as it ensures a clean transfer of all rights and obligations. Assignment might leave the original party with ongoing responsibilities.
• Time and Cost: Consider the practical aspects, such as the time and financial cost associated with each option. Novation typically involves more complex legal processes and might be more time-consuming and costly than an assignment.

If the intention is merely to transfer the rights of the subcontractor’s work to the employer without altering the subcontractor’s obligations under a contract, an assignment might suffice. However, if the goal is to completely transfer the main contractor’s contractual role and obligations to the employer or another entity, novation would be necessary, ensuring that all parties consent to this new arrangement and the original contractor is released from their obligations.

The legal interpretations and court decisions highlight the importance of the document’s substance over its label. Even if a document is titled a “Deed of Assignment,” it could function as a novation if it transfers obligations and responsibilities and involves the consent of all parties. The key is to clearly understand and define the objective behind changing the contractual relationships and to use a deed — assignment or novation — that best achieves the desired legal and practical outcomes, ensuring the continuity and successful completion of the construction project.

Understanding the distinction between assignment deeds and novation deeds is crucial for anyone involved in contractual agreements. Novation offers a clean slate by transferring both rights and obligations to a new party, requiring the consent of all involved. Assignment, conversely, allows for the transfer of contractual benefits without altering the original contract’s obligations. Each method serves different strategic purposes, from simplifying transitions to preserving original contractual duties. The choice between novation and assignment hinges on specific legal, financial, and practical considerations unique to each situation. At PBL Law Group, we specialise in providing comprehensive legal advice and support in contract law. Our team is dedicated to helping clients understand their options and make informed decisions that align with their legal and business objectives. Let’s discuss!

Authored By Raea Khan

Director Lawyer, PBL Law Group

Find what you need

Share this article, book a 15-min consultation​, rated 5-star by our clients, latest insights & practical guides.

Guide to Successful Termination of Your Building Contract – Best Practices to Terminate a Building Contract

Navigating the complexities of building contracts is a vital aspect

Tenant Rent Arrears: Options for Landlords in NSW When Tenants Stop Paying Rent

In the landscape of residential leasing in New South Wales,

Understanding the Legal Obligations of NSW Owner Builders

In New South Wales, taking on the role of an

Speak to us Now or Request a Consultation.

How can our expert lawyers help.

Property and strata disputes, building defects claims, setting up new Owners Corporations and more…

Construction & Building Law

Construction and building disputes, building defects, delays and claims, debt recovery and more…

International Estate Planning

Cross-border estate planning, international wills and trusts, tax-efficient wealth transfer strategies and more…

Commercial & Business Law

Starting and scaling your business, banking and business financing, bankruptcy and insolvency and more…

Planning & Environment Law

Environment and planning regulation, land and environment court disputes, sub-divisions and more…

Wills & Estates

Creating, updating and contesting wills, estate planning and administration, probate applications and more…

Get In Touch

Helpful links, site information, how we can help.

Copyright © 2024 PBL Law Group. All Rights Reserved

Thank You For Your Request.

We’ve received your consultation request and will contact you within the next 24 hours (excluding weekends).

• Business Set Up
• Consumer Law
• Data & Privacy
• Employment Law
• Getting Finance
• Intellectual Property
• Technology & Software
• Professional Services
• Construction & Trades
• Fitness, Health and Wellness
• Online Business
• Food & Hospitality
• Meet the Team
• Quick Q&As
• Get Started
• Member Login

What Is A Deed of Assignment, Anyway?

In any business, contracts will be everywhere you go — from your customers to suppliers, contractors, employees, graphic designers and even your monthly subscriptions!

However, contracts generally are signed between two parties.

So, what happens if one party wants to transfer or assign their rights and obligations under a contract to another party ?

This is where a Deed of Assignment comes in.

What Is A Deed?

In the legal world, there are two main types of legal documents: agreements and deeds.

Agreements are generally the most common contracts you’ll see. However, deeds work a little differently.

Put simply, a deed needs to be physically signed and witnessed in person. This means that it’s difficult to sign deeds with international parties.

So, it’s important to understand that a deed has specific requirements for execution.

What Is A Deed of Assignment?

A Deed of Assignment is a legal document that transfers or assigns the legal rights and obligations to another party.

And it varies depending on your situation.

For example, an assignment could work for simple things like intellectual property . When a graphic designer creates a logo for you, you might want to make sure that logo is owned by you. In this case, the graphic designer would “assign” that copyright to you.

Or, if you’re selling your business , you might want to transfer your contractual relationships to whoever is purchasing your business. 

For example, if you have existing contracts with suppliers to your cafe business, you might look at transferring these to the buyer. Here, you’d sign a Deed of Assignment to transfer the rights and obligations of that contract to the new owner of your business.

A Deed of Assignment makes sure that you no longer have continuing obligations and rights as a signatory to that contract . The last thing you want is to be liable or accountable for a contract you forgot to assign to someone.

If you need help putting together a Deed of Assignment, let’s chat!

You can reach out to our friendly team on 1800 730 617 or [email protected] for a free, no-obligations consultation about your specific situation and the legal documents that are right for you.

Sprintlaw's expert lawyers make legal services affordable and accessible for business owners. We're Australia's fastest growing law firm and operate entirely online.

We'll get back to you within 1 business day.

• Full Name *
• Email Address *
• What are you looking for help with? *
• Email This field is for validation purposes and should be left unchanged.

Related Services

• IP Assignment Deed
• Deed of Assignment of Contract
• Deed of Assignment/Transfer of Lease Review
• Deed of Assignment/Transfer of Lease
• Deed of Accession

• Comments This field is for validation purposes and should be left unchanged.

Download our Top 3 Legal Mistakes guide.

Book in a free consultation with us to discuss your legal needs.

You're visiting Sprintlaw . Would you like to switch to Sprintlaw ?

• Business Purchase Package
• Business Sale Agreement
• Business Sale Agreement (Review Only) Package
• Business Sale Lawyer
• Business Sale Package
• Completion Checklist
• Convertible Note
• Franchise Grant Package
• Franchise Sale Agreement
• Legal Due Diligence Package
• Online Business Sale Agreement (IP and Goodwill Only)
• Online Business Sale Lawyer
• Sell Your Business Online
• Share and Unit Sale
• Share Sale Agreement & Constitution Review
• Share Sale Package
• Share Subscription Letter
• Software Reseller Agreement
• Unsolicited Consumer Agreement
• Vendor Finance Agreement
• Adopt A Constitution
• ARBN Application for an Incorporated Association
• Australian Subsidiary Set Up for US Company
• B-Corp Package
• Business Name Registration
• Business Name Registration (1 year)
• Business Name Registration (3 years)
• Canadian Australian Subsidiary Set Up
• Charity Set Up
• Co-operative Set Up
• Company Constitution
• Conflict of Interest Policy
• Corporate Lawyer Consult
• CSF Company Constitution
• Deed of Access & Indemnity
• Deed of Guarantee and Indemnity
• Deed of Waiver, Release and Indemnity
• Director’s Service Agreement
• Directors’ Resolution Template
• Domain Name Licence
• Dual Company Structure Package
• Founders Term Sheet
• Hybrid NFP Structure
• Intercompany IP Licence
• Legal Health Check
• Music Distribution Agreement
• NFP Constitution Amendment
• Option Deed
• Partnership Agreement
• Partnership Dissolution Agreement
• Register a Company
• Register as a Charity (ACNC)
• Rent Abatement Agreement
• Set Up a B-Corp
• Set up a Company Limited by Guarantee
• Set Up A Special Purpose Company
• Set up an Incorporated Association
• Set up an Incorporated Association in ACT
• Set up an Incorporated Association in NT
• Set up an Incorporated Association in QLD
• Set up an Incorporated Association in SA
• Set up an Incorporated Association in TAS
• Set up an Incorporated Association in VIC
• Set up an Incorporated Association in WA
• Share Vesting Agreement
• Shareholders Agreement
• Shareholders Agreement (Individual)
• Shareholders Agreement (Vesting)
• Shareholders Agreement Review
• Small Business Lawyers
• Social Enterprise Constitution
• Special Purpose Company Constitution
• Subsidiary Set Up
• Unitholders Agreement
• Agreement for Lease Review
• Commercial Lease Lawyers
• Commercial Lease Review
• Commercial Sublease Agreement
• Commercial Sublease Review
• Commercial Tenancy Agreement
• Drafting a Commercial Lease
• Drafting a Commercial Lease (SMSF)
• Drafting a Retail Lease
• Drafting a Retail Sublease
• Extension of Lease
• Extension Of Lease Review
• Heads of Agreement/Letter of Offer Review
• Lease Review (Amendment Advice)
• Lease Surrender Agreement
• Online Commercial Lease Lawyers
• Property Licence Agreement
• Property Licence Agreement (Shared Workspace)
• Retail Lease Review
• Retail Sublease Review
• Construction Lawyer
• Contract Review (Construction/Australian Standards)
• Dry Hire Agreement
• Freight Forwarding Agreement
• Joint Venture Agreement (Construction/Property)
• Labour Hire Agreement
• Removalist T&Cs
• Supply and Install Agreement
• Wet Hire Agreement
• Australian Consumer Law Consultation
• Commercial Lawyer Consult
• Consumer Lawyers
• Contract Review
• Customer Contracts
• Online Consumer Lawyers
• Warranties Against Defects Policy
• Website Copy Review
• Accountant Terms and Engagement Package
• Advisory Agreement
• Affiliate Marketing Agreement
• Agistment Agreement
• Airbnb Management Agreement
• Apprenticeship Agreement
• Asset Sale Agreement | Sprintlaw
• Authority to Act Form
• Beta Participation Agreement
• Brand Ambassador Agreement
• Bundled Products Terms & Conditions
• Business Terms & Conditions
• Buyer’s Agent Agreement
• Car Rental Agreement
• Child Care Agreement
• Clause Drafting
• Cleaner Service Agreement
• Co-founder Separation Agreement
• Co-founder Separation Consult
• Coaching Agreement
• Collaboration Agreement
• Commission Agreement
• Community Guidelines
• Competitions T&Cs
• Conjunction Agreement
• Consignment Agreement
• Consultancy Agreement
• Contract Amendment
• Contract Drafting
• Contract Lawyers
• Contract Review & Redraft
• Copyright Licence Agreement
• Credit Application and Terms of Trade
• Credit Application Terms
• Data Processing Agreement
• Debt Collection Agreement
• Deed of Novation
• Deed of Settlement
• Deed of Termination
• Deed of Variation
• Delivery Service Agreement
• Distribution Agreement
• Dropshipping Agreement
• Drug Testing Consent Form
• Electrical Service Agreement
• Employee Commission Agreement
• Endorsement Agreement
• Engagement Letter
• Event Planning Agreement
• Facility Management Agreement
• Forward Contract
• Franchise Disclosure Document Update
• Freelancer Agreement
• General Security Agreement
• Goods & Services Agreement
• Goods & Services Agreement (Online and Offline)
• Graphic Design T&Cs
• Gym Terms & Conditions
• Hardware Supply Agreement
• Heads of Agreement
• Health Service Provider Agreement
• Hire Agreement
• Hire Agreement (Online)
• Hire Purchase Agreement
• Import/Export Agreement
• Individual Flexibility Agreement
• Influencer Agreement
• Interior Design T&Cs
• International Contract Review
• Internship Agreement
• IT Services Agreement
• Joint Venture Agreement
• Joint Venture Agreement (Incorporated)
• Joint Venture Agreement (Unincorporated)
• Joint Venture Dissolution Agreement
• Loan Agreement
• Loan Agreement (Secured)
• Loan Agreement (Unsecured)
• Loan Agreement Review
• Location Release Form
• Managed Services Agreement
• Manufacturing Agreement
• Marketing Service Agreement
• Master Services Agreement
• Mechanical Workshop Terms & Conditions
• Medical Release Consent Form
• Memorandum of Understanding
• Model Release Form
• Mutual Non-Disclosure Agreement
• NDIS Consent Form
• NDIS Plan Management Service Agreement
• NDIS Service Agreement
• Negotiation Support
• Non-Compete Agreement
• Non-Disclosure Agreement
• Online Business Bundle
• Online Business Bundle | auDA Offer
• Online Coaching Agreement
• Online Contract Lawyers
• Online Course Agreement
• Parental Consent Form
• Participant Consent Form
• Personal Training Agreement
• Phantom Share Agreement
• Photographer T&Cs Package
• Photography/Video Consent Form
• Power Purchase Agreement
• Producer Agreement
• Profit Share Agreement
• Publishing Agreement
• Quick Review
• Real Estate Agent Agreement
• Recruitment & Labour Hire Agreement
• Recruitment T&Cs Package
• Referral Agreement
• Research & Development Agreement
• Reseller Agreement
• Retreat T&Cs Package
• Revenue Share Agreement
• Sale of Goods T&Cs
• Sales Agency Agreement
• Salon Rent-a-Chair Agreement
• Secondment Agreement
• Service Agreement
• Service Agreement (Property Stylist)
• Service Agreement (Trades)
• Service Level Agreement
• Share Buyback Agreement
• Share Farming Agreement
• Shareholders and Unitholders Agreement
• Signing Service
• Software Development Agreement
• Software Licence Agreement
• Software Licence Agreement and EULA
• Solar Installation & Power Purchase Agreement
• Solar Installation Services Agreement
• Sponsorship Agreement
• Standard Form of Agreement (Telecommunications)
• Statement of Work Review
• Sub-Contractor Agreement
• Sub-Contractor Agreement and Head Contract Review
• Subscription Terms & Conditions (Offline)
• Supply Agreement
• Sweat Equity Agreement
• Talent Management Agreement
• Talent Release Form
• Teaming Agreement
• Telehealth Service Agreement
• Terms of Sale
• Terms of Trade
• Tour Terms and Conditions Package
• Trade Mark Services | auDA Offer
• Trail Book Sale Agreement
• Training Agreement
• Travel Agency Agreement
• Unfair Contract Terms Review & Re-Draft
• Venue Hire Agreement
• Website Development Agreement
• Wet & Dry Hire Agreement
• Whistleblower Policy
• White Label Agreement
• Wholesale Agreement
• Work Experience Agreement
• Entertainment Lawyer
• Online Entertainment Lawyer
• Acceptable Use Policy
• Access Request Form
• Credit Reporting Policy
• Data & Privacy Lawyers
• Data Breach Notification
• Data Breach Response Plan
• Email Disclaimer
• GDPR Package
• Information Security Policy
• NDIS Privacy Policy
• Online Data & Privacy Lawyers
• Privacy Advice
• Privacy Collection Notice
• Privacy Complaint Handling Procedure
• Privacy Consent Form
• Privacy Impact Assessment Plan
• Privacy Policy
• Privacy Policy (Credit Provider)
• Privacy Policy (GDPR)
• Privacy Policy (Health Service Provider)
• Privacy Policy (Sensitive Information)
• Privacy Policy TrustRank
• Lead Generation Agreement
• Transfer A Trade Mark
• App Terms and Conditions
• Cookie Policy
• eCommerce (Alcohol) Terms and Conditions
• eCommerce Lawyers
• eCommerce Terms and Conditions
• Marketplace Terms and Conditions
• Mobile App Terms and Conditions
• Online Directory Terms and Conditions
• Online eCommerce Lawyers
• Online Goods & Services T&Cs
• Online Service Terms and Conditions
• Online Shop (Shopify) Terms and Conditions
• Online Shop Terms and Conditions
• Online Subscription Terms & Conditions
• Platform Terms and Conditions
• Platform Terms and Conditions (Premium)
• Shipping Policy
• Web and Mobile App Terms and Conditions
• Web App Terms and Conditions
• Website Terms & Conditions
• Website Terms & Conditions (Other)
• Website Terms of Use
• Award Compliance
• Casual Employment Contract
• Contractor Agreement
• Contractor Agreement Consult
• Employee or Contractor Advice | Sprintlaw
• Employee Privacy Handbook
• Employee Termination Documents Suite | Sprintlaw
• Employment Contract (Executive Level)
• Employment Contract Packages
• Employment Contracts (FT/PT)
• Employment Lawyers
• ESOP Review
• Generative AI Use Policy
• Modern Awards
• Parental Leave Policy
• Performance Management Process and Employee Termination Advice
• Personnel Security Policy
• Phantom Share Option Plan
• Phantom Share Scheme
• Redundancy Advice
• Redundancy Document Suite
• Restraint of Trade Advice
• Specialist Online Employment Lawyers
• Staff Handbook
• Volunteer Agreement
• Workplace Harrassment and Discrimination Claims (Employer)
• Workplace Policy
• Accidental Franchising Legal Advice
• Franchise Agreement
• Franchise Agreement – Quick Review
• Franchise Agreement Review
• Franchise Disclosure Register
• Franchise Lawyers
• Franchisor Package
• Online Franchise Lawyers
• Capital Raising Consult
• Capital Raising for Startups
• CSF Notification
• Information Memorandum Disclaimer
• Register a Security Interest
• SAFE Cap Table Package
• Share Buyback Package
• Share Sale Agreement
• Share Subscription Agreement
• Term Sheet (Capital Raise)
• Copyright Consult
• Copyright Disclaimer
• Evidence of Prior Use
• Extension of Time of Acceptance Application
• Intellectual Property Lawyers
• International Trade Mark (NZ Direct)
• International Trade Mark Application
• International Trade Mark Consultation
• IP Health Check
• New Representation (TM Headstart)
• Notice Of Intention To Defend
• Online Intellectual Property Lawyers
• Plant Breeders’ Rights
• Register your Trade Mark
• Registered Design Application
• Trade Mark (Additional Class)
• Trade Mark (Additional Related Trade Mark)
• Trade Mark – Headstart Package (Part 1 only)
• Trade Mark – Headstart Package (Part 2 only)
• Trade Mark – Headstart Package (Post Consultation)
• Trade Mark Adverse Report Advice
• Trade Mark Adverse Report Consult
• Trade Mark Initial Consultation
• Trade Mark Renewal
• Auspice Agreement
• Charity Charter
• Charity Lawyer
• Co-op (Non Distributing) Set Up (NSW)
• NFP / Charity Constitution
• Not-for-profit Consultation
• Online Charity Lawyer
• AFSL or ACL Advice
• FIRB Advice
• Legal Advice Package
• NDIS Lawyer
• NDIS Service Provider Consultation
• NDIS Service Provider Package
• Operating a Competition Advice
• Regulatory Compliance Lawyer
• API Agreement
• End User Licence Agreement
• SaaS T&Cs
• Saas Terms and Conditions with EULA
• Terms of Use
• FAST Agreement
• Startup Lawyers
• Accountants
• Accountants – All Articles
• Accountants – All Services
• Agribusiness
• Beauty Industry
• Childcare – All Articles
• Childcare – All Services
• Clothing Business
• Construction
• Consulting and Professional Services
• Creative – All Articles
• Creative Industries
• Creative Industries – All Services
• Education and Training
• Education and Training – All Articles
• Education and Training – All Services
• Event Planning & Management
• Fitness and Wellness Industry
• Fitness and Wellness Industry – All Articles
• Fitness and Wellness Industry – All Services
• Furniture & Homeware
• Hairdressing Business
• Healthcare and Medical Practices
• Healthcare and Medical Practices – All Articles
• Healthcare and Medical Practices – All Services
• Hospitality and Tourism
• Hospitality and Tourism – All Articles
• Hospitality and Tourism – All Services
• Instagram Business
• Legal Services
• Logistics and Transportation
• Logistics and Transportation – All Articles
• Logistics and Transportation – All Services
• Marketing Business
• Party Business
• Restaurant and Cafés
• Restaurant and Cafés – All Articles
• Restaurant and Cafés – All Services
• SaaS Business
• Sports & Recreation
• Technology and Software Development
• Technology and Software Development – All Articles
• Technology and Software Development – All Services
• Travel Agencies and Tour Operators
• Travel Agencies and Tour Operators – All Articles
• Travel Agencies and Tour Operators – All Services
• Getting Started With Your Legals
• Business Ideas and Plans
• Business Structure
• Business Partners
• Industry Regulations
• Building a Team: Employees and Contractors
• Online Business and Privacy
• Business Sales
• Commercial Leases
• Creative & Entertainment
• Data & Privacy
• Digital Marketing & Advertising
• Franchising
• Not-for-profits & Charities
• Regulatory Compliance
• Software & IT
• Uncategorized
• Health & Beauty

• Case studies
• Testimonials
• Litigation & Dispute Resolution
• Commercial Law
• Employment Law
• Professional Negligence
• Data Breach & Cyber
• Private Client
• Business owners
• High-net worth individuals
• Group actions & professional negligence

Deed of Assignment and the Notice of Assignment -What is the Difference?

In this article, Richard Gray barrister takes a brief look at the differences between a Deed of Assignment and a Notice of Assignment and the effect of the assignment on the contracting party

At the end of 2020, Elysium Law were instructed to act for a significant number of clients in relation to claims made by a company known as Felicitas Solutions Ltd (an Isle of Man Company) for recovery of loans which had been assigned out of various trust companies following loan planning entered into by various employees/contractors.

Following our detailed response, as to which please see the article on our website written by my colleague Ruby Keeler-Williams , the threatened litigation by way of debt claims seem to disappear. It is important to note that the original loans had been assigned by various Trustees to Felicitas, by reason of which, Felicitas stood in the shoes of the original creditor, which allowed the threatened action to be pursued.

After a period of inertia, Our Clients, as well as others, have been served with demand letters by a new assignee known as West 28 th Street Ltd . Accompanying the demand letters is a Notice of Assignment, by reason of which the Assignee has informed the alleged debtor of the Assignees right to enforce the debt.

Following two conferences we held last week and a number of phone call enquiries which we have received, we have been asked to comment upon the purport and effect of the Notice of Assignment, which the alleged debtors have received. Questions such as what does this mean (relating to the content) but more importantly is the ‘Notice’ valid?

Here I want to look briefly at the differences between the two documents.

There is no need for payment to make the assignment valid and therefore it is normally created by Deed.

 The creation of a legal assignment is governed by Section 136 of the Law of Property Act 1925:

136 Legal assignments of things in action.

(1)Any absolute assignment by writing under the hand of the assignor (not purporting to be by way of charge only) of any debt or other legal thing in action, of which express notice in writing has been given to the debtor, trustee or other person from whom the assignor would have been entitled to claim such debt or thing in action, is effectual in law (subject to equities having priority over the right of the assignee) to pass and transfer from the date of such notice—

(a) the legal right to such debt or thing in action;

(b) all legal and other remedies for the same; and

(c) the power to give a good discharge for the same without the concurrence of the assignor:

Some of the basic requirements for a legal assignment are;

• The assignment must not be subject to conditions.
• The rights to be assigned must not relate to only part of a debt, or other legal chose in action.
• The assignment must be in writing and signed by the assignor.
• The other party or parties to the agreement must be given notice of the assignment.

Notice of assignment

To create a legal assignment, section 136 requires that express notice in writing of the assignment must be given to the other contracting party (the debtor).

Notice must be in writing

Section 136 of the LPA 1925 requires “express notice in writing” to be given to the other original contracting party (or parties).

 Must the notice take any particular form?

The short answer is no. Other than the requirement that it is in writing, there is no prescribed form for the notice of assignment or its contents. However, common sense suggests that the notice must clearly identify the agreement concerned.

Can we  challenge the Notice?

No. You can challenge the validity of the assignment assignment by ‘attacking the Deed, which must conform with Section 136. In this specific case, the Notice sent by West 28 th Street in itself is valid. Clearly, any claims made must be effected by a compliant Deed and it is that which will require detailed consideration before any right to claim under the alleged debt is considered.

Can I demand sight of the assignment agreement

On receiving a notice of assignment, you may seek to satisfy yourself that the assignment has in fact taken place. The Court of Appeal has confirmed that this is a valid concern, but that does not give an automatic right to require sight of the assignment agreement.

In Van Lynn Developments Limited v Pelias Construction Co [1969]1QB 607  Lord  Denning said:

“After receiving the notice, the debtor will be entitled, of course, to require a sight of the assignment so as to be satisfied that it is valid…”

The Court of Appeal subsequently confirmed this  stating the contracting party is entitled to satisfy itself that a valid absolute assignment has taken place, so that it can be confident the assignee can give it a good discharge of its obligations

The important document is the Deed of Assignment, which sets out the rights assigned by the Assignor. The Notice of Assignment is simply a communication that there has been an assignment. The deed is governed by Section 136 of the LP 1925. It should be possible to obtain a copy of the Deed prior to any action taken in respect of it.

For more information on the claims by West 28 th Street or if advice is needed on the drafting of a Deed, then please call us on 0151-328-1968 or visit www.elysium-law.com .

Related news

Get in touch

• Skip to primary navigation
• Skip to main content
• Skip to footer

January 8, 2024 by Jean Kallmyr

Understanding Deed of Assignment

In the realm of legal transactions in Australia, a Deed of Assignment holds significant importance. This legal document serves as a powerful tool for the transfer of rights and obligations between parties. Whether in the context of real estate, intellectual property, or other contractual agreements, a Deed of Assignment plays a crucial role in facilitating the seamless transfer of assets.

Deed of Assignment

A Deed of Assignment is a legally binding document that allows one party, known as the assignor (the party relinquishing the rights, benefits, or obligations), to transfer specific rights, benefits, or obligations to another party, referred to as the assignee (the party receiving the assigned rights, benefits, or obligations).

This legal instrument is commonly employed when there is a need to assign contractual rights, such as in real estate transactions, business sale transactions, intellectual property transfers or the assignment of debts. The deed must be properly executed and delivered to be legally effective.

Key Clauses of Deed of Assignment

A clear and concise description of the intention to assign, the rights, benefits, or obligations being transferred should be outlined in the document.

In many assignments, there is a consideration involved, which refers to the value exchanged between the parties. This could be in the form of money, services, or any other agreed-upon consideration.

The assignor typically provides assurances that they have the legal right to transfer the specified rights and that these rights are free from any encumbrances, and the assignee normally guarantees to perform specific contractual obligations under the specified rights.

Covenants are promises made by one or both parties regarding their future actions. For example, the assignor may covenant that they will not interfere with the assigned rights after the transfer and the assignee covenants that it will take over the obligations of the assignor under a specific contract.

The indemnity clause outlines the responsibilities of the parties in case of any losses or liabilities arising from the assignment. For example, it specifies which party will bear the costs associated with legal challenges or disputes.

Common Uses in Australia

Real estate transactions.

Deeds of Assignment are commonly used in the transfer of property rights, for example, in the sale of off-the-plan properties or when a buyer wants to transfer their rights under a property contract to another party.

Intellectual Property

Artists, authors, or inventors may use Deeds of Assignment to transfer their intellectual property rights, such as trade marks, copyrights or patents, to another individual or entity.

Debt Assignment

Assignments of debts are also facilitated through Deeds of Assignment. This occurs when a creditor transfers their rights to collect a debt to another party.

Contractual Agreements

Businesses often use Deeds of Assignment to transfer contractual rights and obligations when there is a change in ownership or a need to delegate specific responsibilities, for example, the assignment of leases or supplier contracts.

The IP House Lawyers has assisted many of our clients in drafting, preparing and executing various forms of Deed of Assignment. Please contact us on the details below if you need any assistance in relation to drafting and preparing a Deed of Assignment.

For any further information or queries on the above content, please contact us.

Jean Kallmyr | Lawyer, The IP House Lawyers | t: 0435 799 831 | e: [email protected]

Key Contact

Claire Darby | Managing Director/Lawyer, The IP House Lawyers | t: 0412 998 951 | e: [email protected]

The information and contents of this publication do not constitute any legal or financial advice. This publication is intended only for reference purposes for The IP House Lawyers’ clients and prospective clients.

Image by montypeter on Freepik

• The IP House Lawyers

The IP House Lawyers is a boutique multi-service Sydney and Melbourne based law firm, which offers legal services in a wide range of areas of law, including branding strategy and trade marks, intellectual property (IP), information technology, commercial law, disputes and litigation, conveyancing and property, leases, employment law and industrial relations, insurance litigation, personal injury and motor vehicle accidents compensation, and wills and estates, including drafting wills, estate planning and powers of attorney

Our Advantages

• Specialised-High level of expertise
• Lower fees-Superior value and client-focused billing
• Priority-Always be high priority
• Efficient-We prize efficiency
• Accessible-Available anytime

Pay Your Legal Bill

Click here to pay your legal bill with The IP House Lawyers.

Terms of Use             Privacy Policy

• 22 Gouldsbury Street, MOSMAN NSW 2088
• 605 St Kilda Road, Melbourne VIC 3004 (by appointment only)
• [email protected]
• MOSMAN NSW 2088
• (02) 8065 4117
• 0412 998 951 (Sydney)
• 0435 799 831 (Melbourne)

Drafting a Deed of Assignment

Try our Legal AI - it's free while in beta 🚀

Genie's Legal AI can draft , risk-review and negotiate 1000s of legal documents

Note: Want to skip the guide and go straight to the free templates? No problem - scroll to the bottom. Also note: This is not legal advice.

Introduction

A Deed of Assignment is a vital legal document used to transfer rights, interests or assets between parties. It is regularly used in business transactions, and often regarding real estate or intellectual property. A well-crafted deed of assignment can protect both sides from potential legal disputes, ensuring that everyone involved understands their obligations and responsibilities.

The Genie AI team has seen many instances where having a valid deed of assignment can make all the difference - without it businesses could be exposed to considerable risk. That’s why we offer free templates and step-by-step guides to help those wishing to draft their own deed.

When creating a Deed of Assignment it is important to take the specific circumstances into account - any changes or additions should be accurately documented and agreed by all involved parties beforehand. Furthermore, it is essential that the terms are clearly written out in an unambiguous way so every party knows exactly what they have signed up for. Beyond protecting both sides’ interests, this type of agreement can also be used for copyright assignments, leases, debt transfers and trusts.

Before signing on the dotted line it’s also critical that executing such documentation is done properly - all parties must sign in the presence of a witness who will also affix their signature and date the document accordingly. Once this process has been completed filings must then be made with any relevant government authorities whenever necessary (especially in cases involving real estate or intellectual property transfers).

In summary, drafting a Deed of Assignment not only safeguards everyone’s best interests but also provides additional benefits depending on its use case - reading through our step-by-step guidance below should provide you with more information on how to access our template library today and start benefitting from its advantages without needing to sign up for an account with Genie AI first!

Definitions (feel free to skip)

Legal Binding: When a legally binding document is used, it means that all parties involved are legally obligated to follow the terms and conditions set forth in the document.

Assignor: The assignor is the person who is transferring rights, interests or assets to someone else.

Assignee: The assignee is the person who is receiving the rights, interests or assets from the assignor.

Witness: A witness is an independent third-party who is present when a document is signed, in order to ensure that the process is completed in a secure and legally binding manner.

Stamp: A stamp is an official seal or mark that is used to verify and authenticate a document.

Tax: A tax is a sum of money that is paid to a government or public authority.

Duty: Duty is an obligation or responsibility assigned to someone.

Defining the Deed of Assignment

What is a deed of assignment and what is its purpose, parties involved, who needs to be involved in the making of a deed of assignment, drafting the deed, determine what kind of deed of assignment needs to be drafted, consider the subject matter to be assigned in the deed, research the legal requirements for the kind of deed to be drafted, draft the deed of assignment in accordance with the legal requirements, executing the deed, check that the parties to the deed are correctly identified, confirm that the deed is correctly signed and dated by all parties, confirm that the deed is witnessed by an independent third party, have the deed of assignment properly executed by all parties, registration, determine whether the deed of assignment needs to be registered, if registration is necessary, confirm the registration procedures, take necessary steps to register the deed of assignment, considerations, consider any applicable tax or stamp duty implications of the deed of assignment, consider any restrictions or limitations on the rights being assigned, consider whether the deed of assignment needs to be registered in any public records, common mistakes, not accurately identifying all of the parties to the deed, not having the deed properly executed by all parties, not having the deed witnessed by an independent third party, not considering any applicable tax or stamp duty implications, not considering any applicable restrictions or limitations on the rights being assigned, record keeping, ensure that the original deed of assignment is securely stored, create a digital copy of the deed and store it in a secure manner, review the deed of assignment to ensure accuracy, confirm that all steps have been completed correctly, seek advice from legal professionals if necessary, get started.

• Establish the parties involved in the Deed of Assignment
• Identify the property or service being assigned
• Specify the terms of the assignment
• Ensure the Deed of Assignment is properly witnessed
• Check that all signatures are valid

When you have completed the steps above, you will have successfully defined the Deed of Assignment and can proceed to the next step.

• A deed of assignment is a legal document that is used to transfer the rights and responsibilities of one party (the assignor) to another party (the assignee)
• It is used to transfer contractual rights and obligations between parties
• It should include information such as the names of the parties, the date of the assignment, and the description of the rights transferred
• You will know that you have completed this step when you have an understanding of what a deed of assignment is and why it is used.
• Identify the party transferring their rights (the assignor) and the party receiving the rights (the assignee)
• Draft the deed in the name of both parties, including full names and contact details
• Ensure the deed is signed by both the assignor and assignee
• Once the deed is signed, the parties should exchange copies of the document

Once the assignor and assignee have been identified and the deed has been drafted and signed, you can check this step off your list and move on to the next step.

• Identify the parties involved in the Deed of Assignment. This would typically include the assignor (the party transferring their rights or interest) and the assignee (the party receiving the rights or interest).
• Ensure that all parties involved have the legal capacity to enter into a contract.
• When all parties have been identified and their legal capacity has been verified, you can check this step off your list and move on to drafting the Deed.
• Read the applicable laws in your jurisdiction to determine the required language and structure of the Deed of Assignment
• Gather the necessary information on the parties, the asset being assigned, and other relevant details
• Draft the Deed of Assignment, taking into account all the necessary details
• Make sure the language is clear and unambiguous
• Have the Deed of Assignment reviewed by a legal professional
• When the Deed of Assignment has been drafted and reviewed, you can move on to the next step.
• Identify the type of assignment that needs to be drafted and the legal requirements that need to be satisfied
• Consider the purpose of the Deed and the rights and obligations of the parties to the Deed
• Determine if the Deed is for an absolute or conditional assignment
• Consider if the Deed should be an express or implied assignment
• Determine if the Deed needs to be in writing or if it can be oral
• Check the applicable laws in your jurisdiction to ensure that you are drafting a valid Deed
• Check if there are any additional requirements that need to be included in the Deed

When you can check this off your list: Once you have identified the type of assignment and the relevant legal requirements, you can move on to considering the subject matter to be assigned in the Deed.

• Identify the subject matter of the Deed of Assignment, such as a patent, trademark, copyright, or other intellectual property
• Assess the value of the subject matter and any associated liabilities
• Understand the relationship between the assignor and assignee
• Have all necessary documents, such as a purchase agreement, to provide more detail about the assignment

Once you have identified the subject matter of the Deed of Assignment, assessed its value, understand the relationship between the assignor and assignee, and gathered any additional documents, you can move onto the next step of researching the legal requirements for the kind of Deed to be drafted.

• Research the relevant legislation, case law, and other materials related to the Deed of Assignment to be drafted
• Consult with a lawyer familiar with the relevant law to understand the requirements
• Take detailed notes on the legal requirements that must be adhered to in the Deed of Assignment
• Once you have all the necessary information, double-check that you understand the requirements before moving on to the next step.
• Prepare the text of the Deed, ensuring that all relevant information regarding the parties, the subject matter, and the consideration is included
• Check to make sure the language conforms with relevant laws and regulations
• Have the Deed reviewed by a solicitor to ensure that it complies with all legal requirements
• Once the Deed has been approved by a solicitor, have the parties sign the document
• Once the Deed has been signed by both parties, make multiple copies and ensure each party has a copy
• This step is complete once the Deed has been signed and each party has a copy of the document.
• Ensure both parties sign the Deed of Assignment in the presence of two witnesses who are over the age of 18 and not parties to the Deed
• Have both parties sign the deed in the presence of two witnesses and have the witnesses sign the deed to attest to witnessing the signature of the parties
• Check that the parties have signed the Deed in the presence of the witnesses by noting the signatures and the dates of signature in the execution clause of the Deed
• Once the Deed has been executed, have the parties date and keep a copy of the Deed in a secure place
• You will know that you have completed this step when the Deed has been properly executed by the parties in the presence of two witnesses.
• Identify all parties to the Deed and verify that their details are correct.
• Ensure that all parties to the Deed are identified in the document and that the details of each party are accurate and up-to-date.
• Check that the names, addresses and contact details of each party are correct.
• Once you have verified that the parties and their details are correctly identified, you can move on to the next step.
• Check that all parties have signed the Deed in the correct place, and that the date of signature is correct
• Ensure that each party has signed the Deed in the presence of an independent witness
• Check that all parties have signed the Deed with their full name and title, if applicable
• Confirm that the date of signature is correct and that all parties have signed on the same date
• Once you have verified that all parties have correctly signed and dated the Deed, you can proceed to the next step.
• Ensure that the Deed is witnessed by an independent third party who is not a party to the Deed.
• Ask the third party to sign the Deed and provide their name, address, occupation and date of signing.
• Check that the third party has signed and dated the Deed.
• Once the above is complete, you can check this step off your list and move on to the next step.
• Obtain signatures from all parties on the deed of assignment, ensuring that each party signs in the presence of a witness
• Have an independent third party witness each party’s signature
• Ensure that all parties have a valid form of identification, such as a driver’s license or passport, available for inspection by the witness
• Ensure that all parties sign the deed of assignment in the presence of the witness
• Obtain the witness’ signature, confirming that all parties signed in the presence of the witness
• You will know this step is completed once all parties have signed the deed of assignment and the witness has signed confirming they were present during the signing.
• Obtain a copy of the executed Deed of Assignment from all parties
• Contact the relevant state or territory office to determine whether the Deed of Assignment needs to be registered
• If registration is required, complete the necessary forms, pay the registration fee, and submit the required documents
• Once the Deed of Assignment is registered, the registrar will issue a certificate of registration
• Check off this step when you have received and reviewed the certificate of registration.
• Research the applicable laws and regulations in the relevant jurisdiction to decide if the Deed of Assignment needs to be registered
• Consult a legal professional if unsure
• When you have the answer, you can move on to the next step.
• Confirm what type of Deed of Assignment requires registration with the relevant government agency or registry.
• Research the registration procedures and the requirements you must meet in order to register the Deed of Assignment.
• Obtain any fees or additional documents that are necessary to complete the registration process.
• Ensure that all parties to the Deed of Assignment understand the registration process and the requirements for completing it.

You can check off this step once you have researched and confirmed the registration procedures for the Deed of Assignment.

• Gather the necessary documents for registration, such as the Deed of Assignment, supporting documents, and the applicable fee
• Visit the registration office to register the Deed of Assignment
• Submit the necessary documents to the registration office
• Pay the applicable fee
• Obtain a copy of the registered Deed of Assignment
• Upon completion of the above steps, you can check this off your list and move on to the next step.
• Review and understand the nature of the rights and obligations being assigned
• Determine if there are any restrictions or limitations in the assignment
• Assess if any approvals are needed from third parties before the assignment is valid
• Confirm that the assignor has the right to assign the interest being transferred
• Check to see if the assignee has the necessary capacity to accept the assignment
• Analyze if the assignment is subject to any applicable laws or regulations
• Determine if any additional documentation is needed to support the assignment
• Once you have considered all of the above, you can proceed with drafting the Deed of Assignment.
• Check with your local taxation authority or a qualified tax professional to see if the Deed of Assignment is subject to any taxes or stamp duty.
• Ensure that the Deed of Assignment includes any required taxes or stamp duty payments.
• Check to see if the tax or stamp duty implications vary by jurisdiction.
• Once you’ve considered the tax or stamp duty implications, you can move on to the next step.
• Identify any restrictions or limitations that could affect the transfer of rights in the Deed of Assignment
• Consider whether there are any legal restrictions that must be observed in the transfer of the rights being assigned
• Research any relevant industry standards or regulations to ensure that the restrictions or limitations on the rights being assigned are compliant
• Ensure that the Deed of Assignment clearly outlines the restrictions or limitations of the rights being assigned
• When all restrictions or limitations on the rights being assigned are taken into consideration, checked for compliance and outlined in the Deed of Assignment, this step is complete.
• Consider whether the Deed of Assignment needs to be registered with any government or public agencies.
• Determine if any registration is required or optional.
• Research the relevant regulations and laws to ensure that the assignments are properly recorded.
• Check any local requirements or restrictions.
• Once you have determined that the Deed of Assignment does or does not need to be registered, you can move on to the next step in the process.

• Read over the Deed of Assignment twice to make sure you’re accurately identifying all of the parties to the Deed. Make sure you include the full names and addresses of the assignor and assignee, as well as any other relevant parties. • Check that the legal description of the subject property is accurate. • Ensure that the consideration (the amount being exchanged for the assignment) is stated clearly and accurately. • Make sure that the names of the initial parties to the Deed are also included in the recitals. • Ensure that the recitals and the express terms of the Deed are consistent with one another. • Make sure that the Deed is signed, notarized, and delivered in accordance with state law.

Once you’ve completed the above steps, you can check off this task and move on to the next step in the guide.

• Identify the assignor and assignee. The assignor is the party transferring their rights and the assignee is the party receiving the rights.
• Check all of the details are correct. This includes the names, addresses and other contact information for both parties.
• Draft the deed to ensure that the assignor and assignee are accurately identified.
• You can check this off your list and move on to the next step once you have confirmed that the assignor and assignee have been accurately identified in the deed.
• Ensure that all parties to the Deed have read, understood and agreed to the terms and conditions of the agreement.
• Have all parties affix their signature to the Deed and the accompanying documents.
• Check that all the signatures are dated and in the presence of a witness.
• When all parties have properly executed the Deed, you can move on to the next step.
• Ensure all parties have signed the Deed in the presence of a witness.
• The witness must be an independent third party who is not a party to the Deed.
• The witness must sign each page of the Deed that contains a party’s signature.
• The witness must also include their full name, address and occupation on the Deed.
• Once all of the above requirements are met, then you can check this off your list and move on to the next step.
• Determine the applicable taxes or stamp duty implications for the Deed of Assignment.
• Research any applicable taxes or stamp duty fees for the Deed of Assignment.
• Calculate the applicable taxes or stamp duty fees for the Deed of Assignment.
• Make sure to include the applicable taxes or stamp duty fees in the Deed of Assignment.

Once you have determined the applicable taxes or stamp duty implications for the Deed of Assignment, and included them in the Deed of Assignment, you can move on to the next step.

• Determine the rights that you are assigning and review any applicable laws or regulations to ensure that the assignment of such rights is permitted.
• Consider any applicable contractual restrictions or limitations on the rights being assigned, such as any applicable confidentiality obligations or restrictions on the transfer of rights.
• Once you have determined that the assignment of the rights is permitted and there are no applicable restrictions or limitations, you can proceed to the next step of recording keeping.
• Create a record of the Deed of Assignment, including the date it was executed, by each party
• Maintain a copy of the Deed of Assignment in a secure place
• Record any additional related documents, such as any security documents, release documents, or other agreements
• When all of the above have been done, you can check this off your list and move on to the next step.
• Obtain a physical copy of the original Deed of Assignment
• Ensure the original Deed is signed by both parties
• Keep the original Deed in a safe and secure place, such as a locked filing cabinet or safe
• Make sure the document is stored in a location that is accessible to both parties
• Ensure that the original Deed is not destroyed or tampered with in any way

You can check this off your list and move on to the next step once the original Deed of Assignment is safely stored in a secure location.

• Scan or take a digital photo of the original Deed of Assignment and save it to a secure location.
• Ensure that the digital copy is readable and clearly displays all of the information contained in the original document.
• Ensure that the digital copy is stored in a secure location, preferably on a cloud-based storage system or other secure server.
• Make sure that only authorized personnel have access to the digital copy of the Deed.
• When finished, you will have created a digital copy of the Deed and stored it in a secure manner.
• Read over the Deed of Assignment to ensure accuracy
• Make sure all details are correct, and all parties are named
• Verify that all signatures are complete and accurate
• Make sure the date of the assignment is correct
• Check that the document is formatted and laid out correctly
• Once you are satisfied with the accuracy of the Deed of Assignment, you can move on to the next step.
• Read through the entire document to make sure all the information is correct
• Double check that the names and details of the parties involved are spelled correctly
• Ensure that all the dates are accurate, and that any and all parties have signed the deed in the right places
• Check that the terms and conditions in the deed are consistent with the agreement between the parties
• When you have verified all the details, you can check this off your list and move on to the next step.
• Check the Deed of Assignment to ensure that all required elements are present, including accurate information and signatures of all parties.
• Verify that any and all attachments to the Deed of Assignment are included and accurate.
• Ensure that all dates, signatures, and other pieces of information are accurate and up-to-date.
• Once you’ve confirmed that all of the steps have been completed correctly, you can move on to the next step.
• Seek professional advice from a lawyer or other legal professional to ensure that the deed of assignment is legally binding and enforceable.
• Request that the legal professional checks that all steps have been completed correctly, and that the deed of assignment meets all requirements under local law.
• Ask the legal professional to provide you with written advice on any changes or revisions that may be necessary to make the deed of assignment valid and enforceable.
• Once the legal professional has confirmed that the deed is legally sound, you can check off this step and proceed with the next one.
• Research legal professionals who are able to provide advice and assistance with the drafting of a deed of assignment
• Contact the legal professionals to discuss the specific requirements and details of the deed of assignment
• Ask the legal professionals if they are able to provide advice and assistance with the deed of assignment
• Receive advice from the legal professionals and make changes to the deed of assignment accordingly
• Once you are satisfied with the changes to the deed of assignment, you can move on to the next step.

Q: Does a Deed of Assignment need to be signed?

Asked by John on April 23rd 2022. A: Yes, a Deed of Assignment needs to be signed by both the assignor and the assignee in order for it to be legally binding. The signatures should be witnessed and dated, and should be in front of an independent witness who is not related to either party. It is also important to include the relevant clauses and provisions in the deed, as these will set out the rights and obligations of each party.

Q: What is the difference between an assignment and a novation?

Asked by Sarah on July 29th 2022. A: An assignment is a transfer of rights or obligations from one party to another, while a novation is a transfer of rights or obligations from one party to another with the consent of all parties involved. An assignment does not necessarily require the consent of all parties, while a novation always requires the consent of all parties. Additionally, an assignment can transfer rights or obligations without necessarily extinguishing any pre-existing agreements, while a novation extinguishes any pre-existing agreements.

Q: Is a Deed of Assignment legally binding in different jurisdictions?

Asked by Tyler on October 17th 2022. A: Yes, a Deed of Assignment can be legally binding in different jurisdictions, though the exact requirements for validity may differ from jurisdiction to jurisdiction. In general, however, a Deed of Assignment needs to be signed by both parties and witnessed by an independent third party in order for it to be legally binding. Additionally, the deed should include all relevant clauses and provisions that are applicable in each jurisdiction.

Q: Are there any tax implications when drafting a Deed of Assignment?

Asked by Emma on January 15th 2022. A: Yes, there are tax implications that need to be taken into account when drafting a Deed of Assignment. Depending on the jurisdiction and specific tax laws, there may be tax implications for both parties if they are transferring rights or obligations under the deed. It is important to seek professional tax advice before entering into any agreement that involves transferring rights or obligations between parties as this could have significant financial implications for all involved.

Q: Do I need legal advice when drafting a Deed of Assignment?

Asked by Jacob on June 5th 2022. A: While it is not necessary to seek legal advice when drafting a Deed of Assignment, it is generally recommended in order to ensure that all relevant legal requirements are satisfied and that all involved parties are aware of their rights and obligations under the deed. It is also important to make sure that all language used in the deed is clear and unambiguous so that it can easily be understood by all parties involved.

Q: How can I ensure that my Deed of Assignment is valid?

Asked by Michael on August 28th 2022. A: In order for your Deed of Assignment to be valid, it must meet certain legal requirements which vary between jurisdictions. Generally speaking, your deed should include all relevant clauses and provisions applicable in your jurisdiction as well as signatures from both parties which should be witnessed by an independent third party who is not related to either party involved. Additionally, any language used within the document should be clear and unambiguous so that it can easily be understood by all involved parties.

Q: What information do I need to provide when drafting a Deed of Assignment?

Asked by Ashley on November 10th 2022. A: When drafting a Deed of Assignment, you will need to provide information about both parties involved such as their names, addresses, contact details and any other relevant information required under applicable laws in your jurisdiction. Additionally, you will need to include any relevant clauses or provisions applicable in your jurisdiction which will set out the rights and obligations of each party under the deed as well as any other information required for the document to be legally binding.

Q: What are common mistakes made when drafting a Deed of Assignment?

Asked by Joshua on February 20th 2022. A: One common mistake made when drafting a Deed of Assignment is failing to include all relevant clauses or provisions applicable in your jurisdiction which set out the rights and obligations of each party involved in the agreement. Additionally, failing to have the document signed by both parties or witnessed by an independent third party can render the document invalid or unenforceable under applicable law in some jurisdictions. Moreover, using ambiguous language within the document can also lead to misunderstandings and disputes further down the line which could be avoided if clear language was used throughout the document instead.

Example dispute

Lawsuit referencing a deed of assignment.

• The plaintiff may raise a lawsuit if they have been wronged by the defendant in a way that is outlined in the deed of assignment.
• For example, the deed of assignment may outline that the defendant is responsible for paying a certain amount of money to the plaintiff, and the defendant has failed to do so.
• The plaintiff may also raise a lawsuit if the defendant has failed to adhere to any other obligations laid out in the deed of assignment.
• The plaintiff would need to prove that the defendant has breached the deed of assignment in order to win the lawsuit.
• If successful, the plaintiff may be able to obtain a judgment in their favor, which may require the defendant to pay the plaintiff the money they are owed.
• In addition, the plaintiff may be able to seek other damages, such as punitive damages, if the breach of the deed of assignment was particularly egregious.
• Depending on the severity of the breach, the plaintiff may also be able to seek an injunction to prevent the defendant from continuing to breach the deed of assignment.
• Settlement of the dispute may also be possible, wherein the defendant agrees to pay a certain amount of money to the plaintiff, or agrees to adhere to the obligations laid out in the deed of assignment.

Templates available (free to use)

Deed Of Assignment For Rent Deposits Occupation Lease Deed Of Assignment Of Benefit Of Claim For The Freehold Or Extended Lease House Under Section 8 Or Section 14 Deed Of Assignment Of Equitable Interest In Residential Land Deed Of Assignment Of Goodwill And Intellectual Property Rights Transfer Of A General Partnership To An Llp Deed Of Assignment Of Property Sale Benefits [Section 42 Deed Of A

Helpful? Want to know more? Message me on Linkedin

Links to get you started

‍ Our Legal AI Assistant (free while in beta) Contract Template Library Legal Clause Library

Try the world's most advanced AI Legal Assistant, today

100 Harris St, Pyrmont

24/7 Customer Support

You can call us 24/7 for urgent matters

What is a Deed of Assignment?

Home > Uncategorized > What is a Deed of Assignment?

• April 18, 2023

A Deed of Assignment is a legal document used to transfer ownership of a property or asset from one party to another. It is an important document that establishes the transfer of rights and obligations between the assignor (original owner) and the assignee (new owner).

Table of Contents

Deed of assignment in construction.

In the construction industry, a deed of assignment is a legal document used to transfer rights and responsibilities from one party to another. The deed of assignment is commonly used in situations where a construction project is being transferred from one contractor to another. The document outlines the specific terms of the transfer and the responsibilities of the new contractor.

The purpose of the deed of assignment is to ensure that the transfer of the construction project is conducted in a legally binding and transparent manner. It provides clarity on the rights and obligations of both parties involved in the transfer, ensuring that the interests of each party are protected.

The deed of assignment typically includes information about the original contract , the parties involved in the transfer, and the specific terms of the transfer. It may also include provisions related to warranties , indemnities, and dispute resolution.

In the construction industry, a deed of assignment can be a critical document that ensures the success of a project. It can provide protection to both the original contractor and the new contractor, as well as any other parties involved in the project. By outlining the responsibilities and obligations of each party, the deed of assignment can help to prevent disputes and ensure that the project is completed on time and within budget.

Deed of Assignment Explained

A deed of assignment is a legal document that transfers ownership of a property or asset from one party to another. In the construction industry, a deed of assignment is commonly used to transfer ownership of a property or development rights from a landowner to a developer or investor.

Definition of Deed of Assignment

A deed of assignment is a legal document that transfers ownership of a property or asset from one party to another. It is a written agreement that outlines the terms and conditions of the transfer, including the rights and responsibilities of both parties. The document must be signed by both parties and witnessed by a third party to be legally binding.

The deed of assignment can be used for a variety of purposes, including the transfer of real estate, intellectual property, or development rights. It is often used in the construction industry to transfer ownership of land from a landowner to a developer or investor for the purpose of building a development.

Related Content: Benefits of a Deed of Assignment

Key Elements

A deed of assignment typically includes the following key elements:

• Parties involved: The names and contact information of both parties involved in the transfer of ownership.
• Description of the property or asset: A detailed description of the property or asset being transferred, including any relevant details such as size, location, and condition.
• Consideration: The consideration or payment for the transfer of ownership, which can be in the form of money, services, or other assets.
• Warranties and representations: A list of warranties and representations made by the seller regarding the property or asset being transferred, such as the absence of liens or encumbrances.
• Indemnification: A provision that outlines the indemnification rights of both parties in case of any legal disputes or liabilities.
• Governing law and jurisdiction: A clause that specifies the governing law and jurisdiction for any legal disputes that may arise.

Legal Implications

A deed of assignment has various legal implications in different situations. Some of these are:

• Transfer of ownership: A deed of assignment is used to transfer ownership of a property or asset from one party to another. This means that the new owner has legal rights and responsibilities regarding the property or asset.
• Liability and indemnification: The deed of assignment typically includes provisions that outline the indemnification rights of both parties in case of any legal disputes or liabilities. This means that both parties are protected in case of any legal issues that may arise.
• Tax implications: The transfer of ownership through a deed of assignment may have tax implications for both parties involved. It is important to consult with a tax professional to understand the tax implications of the transfer.
• Binding agreement: A deed of assignment is a binding agreement between the parties involved. This means that both parties must adhere to the terms and conditions outlined in the document.

Featured Content:

• Essential Legal Requirements for Deed of Assignment
• Step-by-Step Guide to Drafting Deed of Assignment

A deed of assignment is a crucial document in the construction industry for transferring ownership of land or development rights. It is important to understand the legal implications of a deed of assignment and to consult with legal professionals to ensure that the document is drafted correctly and protects the interests of both parties involved.

Examples of Deed of Assignment

Deeds of assignment are commonly used in various industries, including construction. Here are some real-life examples of how deeds of assignment are used in the construction industry:

Property Transactions

One of the most common uses of deeds of assignment in the construction industry is in property transactions. Here are some examples:

• Sale of property: When a property is sold, the seller assigns all the rights and interests in the property to the buyer through a deed of assignment. This includes the ownership of the land, buildings, and any other assets associated with the property.
• Transfer of ownership: In some cases, the owner of a property may transfer ownership to another party. A deed of assignment is used to transfer ownership and all associated rights to the new owner.
• Mortgage transactions: When a property is mortgaged, the mortgage lender is assigned the right to the property as security for the loan. This is done through a deed of assignment.

Business Transfers

Deeds of assignment are also commonly used in transferring contractual rights in businesses. Here are some examples:

• Contractual obligations: In a construction project, there may be contractual obligations that need to be transferred from one party to another. For example, if a subcontractor is replaced by another, the contractual rights and obligations of the original subcontractor are assigned to the new subcontractor through a deed of assignment.
• Transfer of ownership: If a construction company is sold, the new owner may need to assume all contractual rights and obligations associated with ongoing projects. This is done through a deed of assignment, which transfers all rights and obligations to the new owner.

In both property transactions and business transfers, a deed of assignment serves as a legal document that outlines the transfer of rights and obligations from one party to another. It is a crucial part of ensuring that all parties involved are clear on their rights and obligations in the transaction.

Related Content: What are the Different Types of Deeds of Assignment ?

Related Articles

Variations in construction contracts are inevitable and can significantly impact the project’s timeline, budget, and quality. Effective management of these variations is crucial for maintaining project control and achieving successful outcomes. This article explores the importance of managing variations, key strategies for effective management, common challenges and how to overcome them and best practices for successful management.

Variation orders are a common occurrence in construction projects, and understanding the different types and their impact is crucial for effective project management. This article explores the various types of variation orders, their impact on construction project costs, strategies for managing them and best practices for cost management.

Variation management is a critical aspect of construction contracts. Ensuring that contracts include well-defined variation clauses can help manage changes effectively and avoid disputes. This article explores the importance of variation clauses, essential elements to include, examples of effective clauses, tips for drafting and implementing these clauses and best practices for contract management.

Send us a message. We’d love to hear from you.​

Send us a message. we'd love to hear from you.​.

If you’re a homeowner in New South Wales, it’s crucial to understand Construction Law to protect your investment. This ultimate guide to Construction Law is specifically designed to provide homeowners with essential insights into the legal landscape of home building in NSW.

You can be confident that you are getting the right legal advice.

Working hours.

   • 8am - 8pm Monday to Friday    • Phone until 18:00 hrs    • Friday - 8:00-18:00

Our Address Location

   • 100 Harris St, Pyrmont, NSW 2009, Australia    • You can contact us 24/7 for urgent matters    • Email: [email protected]

Construction Lawyers Sydney  |  Contract Lawyers Sydney

Thank you for downloading our Free Letter Template. We hope it helps you with your project!

• Free Debt Assessment
• Individual Voluntary Arrangement
• Debt Management Plan
• Debt Consolidation
• Private Parking Fines
• Council & Police Fines
• Convicted Driver Insurance
• Equity Release
• Secured Loans
• Customer Stories

• Free Debt Assessment Back
• Knowledge Base
• Customer Stories Back
• About Us Back
• Contact Us Back

Deed of Assignment of Debt – Everything You Need to Know

Scott Nelson

Debt Expert

Scott Nelson is a renowned debt expert who supports people in debt with debt management and debt solution resources.

Janine Marsh

Financial Expert

Janine is a financial expert who supports individuals with debt management, cost-saving resources, and navigating parking tickets.

Total amount of debt?

For free & impartial money advice you can visit MoneyHelper . We work with The Debt Advice Service who provide information about your options. This isn’t a full fact-find, some debt solutions may not be suitable in all circumstances, ongoing fees might apply & your credit rating may be affected.

For free & impartial money advice you can visit MoneyHelper . We work with The Debt Advice Service who provide information about your options. This isn’t a full fact-find, some debt solutions may not be suitable in all circumstances, ongoing fees might apply & your credit rating may be affected.

Are you facing a ‘deed of assignment of debt’? Are you worried about a debt collector knocking on your door?

You’re in the right place. Each month, over 170,000 people visit our site looking for guidance on debt issues, just like this one. 

In this article, we’ll explain:

•  What a ‘deed of assignment’ is
•  What it means for your debts
•  Different types of assignment
•  Why companies sell their debts
•  Ways to handle your debt situation

We know how scary it can be when debt collectors get involved; some of our team have faced similar situations. We’re here to help you understand your situation and make the best choices.

There are several debt solutions in the UK, choosing the right one for you could write off some of your unaffordable debt , but the wrong one may be expensive and drawn out.

Answer below to get started.

How much debt do you have?

This isn’t a full fact find. MoneyNerd doesn’t give advice. We work with The Debt Advice Service who provide information about your options.

Deed of Assignment of Debt – the basics

Being in debt is confusing enough as it is. And it can get even more complicated when you get a letter through the door from a company you may never have heard of demanding (often in quite a strongly-worded way) that you make your payments to them instead.

What’s going on, you might ask yourself?

At the end of the day, the creditor will want the money that you owe back.

However, sometimes when an account falls into arrears , they won’t have the capabilities or resources to claim it back . This is when the original company you owe money might ‘ assign’ your debt . 

What is a Deed of Assignment of Debt?

This is notice that tells you that you now owe a debt collection agency or another collection service the money you originally owed to the creditor .

Instead of paying the company you might have originally owed money to, you now owe a third party company. 

A deed of assignment of debt is a legal documen t alerting you of the transfer of ownership of your debt to another person. The right to receive payment from the debt you owe is transferred over to this new party as well.

How a debt solution could help

Some debt solutions can:

• Stop nasty calls from creditors
• Freeze interest and charges
• Reduce your monthly payments

A few debt solutions can even  result in writing off some of your debt.

Here’s an example:

Monthly debt repayments

£429 reduction in monthly payments

If you want to  learn what debt solutions are available to you,  click the button below to get started.

What does it mean?

A deed of assignment of debt is used to transfer or sell the right to recover a debt .

Without a deed of assignment of debt, the two companies are not able to do this – you need a written transfer document. 

Once the transfer document, or deed of assignment of debt, has been signed by the assignee (the party transferring the debt) and the party receiving the debt ( assignor ), they must give notice to the debtor (the person that owes the company the sum of money).

Notice must be given within 7 days of assigning the debt. Unless someone gives notice to the debtor, then the new owner of the debt can’t enforce the debt by suing in court.

Is there more than one type of assignment? 

Confusingly, there are actually two different sorts of assignment that a creditor can make. These are Legal and Equitable.

Both types of assignment fall under the Law of Property Act 1925 , and both require the creditor to inform you of the change in writing – this is known as a notice of assignment of debt .

1. Legal Assignment

Legal assignment of debt gives the company who are purchasing the debt the power to enforce it .

Basically it means that you make payments to this company instead of the original creditor, and they can send you letters and make calls to your home.

2. Equitable

If a debt is an equitable assignment, only the amount you owe is transferred , and the original creditor will still retain the original rights and responsibilities .

The purchasing company will not be able to enforce the debt either.

Thousands have already tackled their debt

Every day our partners, The Debt Advice Service, help people find out whether they can lower their repayments and finally tackle or write off some of their debt.

I’d recommend this firm to anyone struggling with debt – my mind has been put to rest, all is getting sorted.

Reviews shown are for The Debt Advice Service.

Why do companies sell their debts?

A deed of assignment of debt can be a real headache, as you now have another layer of money owed. You will probably rightly ask yourself – why? And how can they sell it?

It may seem strange and confusing, but it’s actually completely legal for them to sell your debt . When you sign a credit agreement, there is almost always a clause in fine print that states that the original creditor has the power to assign their rights to a third party.

As you have signed this agreement, they don’t actually need to ask for your permission to assign your debt.

This also means that you cannot dispute it or make a complaint about it either. The only exception to this rule is if you have given evidence of mental health issues .

» TAKE ACTION NOW:  Fill out the short debt form

What are the next steps?

So that’s the basics about a Deed of Assignment of Debt. But what does this mean for you? 

If your creditor passes one of your debts onto a third party company or debt collection agency, it will be officially noted that this new company is now responsible for collection .

You will be able to see this change on your credit report , and any defaults will also be registered in their name too. 

While it certainly adds another layer of confusion to proceedings and you may be unsure of what’s going on when you find out about a deed of assignment of debt, it can occasionally be a bit of a blessing in disguise. 

You may find it much easier dealing with the new company, as they could be more flexible when it comes to discussing interest and additional charges.

There is also the likelihood that these companies actually specialise in collecting debts , and so know how to approach you as the customer with more tact and delicacy than the original creditor.

Is there something missing? We’re all ears and eager to improve. Send us a message and let us know how we can make our article more useful for you.

You can email us directly at [email protected] to share your feedback.